Pim Rank: Strict rules for loan purchasers and loan servicers
This column was originally written in Dutch. This is an English translation.
On 18 July 2025, the Act Implementing the Directive on Credit Servicers and Credit Purchasers came into force. This Act provides a regulatory framework for the transfer and management of non-performing loans granted by banks (and the rights arising therefrom).
By Prof. Pim Rank, Solicitor at NautaDutilh in Amsterdam and Professor of Financial Law at Leiden University.
A loan is considered non-performing if there is a payment arrears of more than 90 days in relation to the credit facility, or if, regardless of the existence of payment arrears, it is unlikely that the borrower will meet their obligations without the enforcement of collateral. Non-performing loans place a heavy burden on banks’ balance sheets and require banks to hold additional capital. The Credit Servicers and Credit Purchasers Directive (Directive (EU) 2021/2167) aims to reduce the volume of non-performing loans on banks’ balance sheets and prevent a future build-up of such loans. According to the EU legislator, this is essential for strengthening the banking union, ensuring competition in the banking sector, maintaining financial stability and stimulating lending.
The new rules are intended to facilitate the transfer of non-performing loans by banks to credit purchasers and to simplify the management of such loans through the use of credit servicers. In this context, a credit purchaser is defined as a party, other than a Dutch or European bank, which, in the course of a profession or business, purchases (the rights under) a non-performing credit agreement. A credit servicer is a party which, on behalf of a credit purchaser, is engaged in the management of non-performing credit agreements purchased by the credit purchaser from a bank. This management includes, amongst other things, receiving payments, sending reminders and arranging payment plans.
Credit servicers are subject to licensing and fall under conduct of business supervision. Credit purchasers are not subject to licensing, but must comply with various rules of conduct, and in particular with reporting and notification obligations. Credit servicers and credit purchasers must enter into an agreement regarding the servicing of non-performing loans. Credit servicers must hold the funds they receive from borrowers on behalf of a credit purchaser in a dedicated account that is segregated from the credit servicer’s assets. Credit purchasers with their registered office in the Netherlands are obliged, in respect of non-performing credit agreements where a consumer is the borrower, always to appoint a credit servicer or a bank to service the credit.
As mentioned, the new rules are intended to facilitate the transfer of non-performing loans from banks to credit purchasers and to simplify the management of such loans through the use of credit servicers. In my view, this is difficult to reconcile with the fact that credit servicers – who were unregulated in the Netherlands until the introduction of the new regime – must now hold a licence and are subject to conduct supervision. The fact that credit purchasers must comply with all manner of conduct rules under the new rules does not really help either. Moreover, the rules take the interests of borrowers into account to a significant extent.
In this regard, the Directive even stipulates that, as a general rule, it must be ensured that borrowers are not worse off following the transfer of their credit agreement from a bank to a credit purchaser.
Although I understand the intention of the (European) legislator to arrive at a balanced regime, I believe that the handling of non-performing bank loans would be better served by a regime in which credit purchasers and credit servicers are not subject to restrictive rules and in which it is left to civil law to define the obligations of the parties. The Supreme Court had already opted for such an approach in the Promontoria judgments of 10 July 2020.
Read the full article in Financial Investigator magazine